Greetings. Welcome to the Huntington Bancshares Third Quarter Earnings Call. All participants are currently in listen-only mode. A question-and-answer session will take place after the formal presentation. This conference is being recorded. I would like to turn the conference over to your host, Tim Sedabres, Director of Investor Relations.

Thank you, operator. Welcome, everyone, and good morning. Copies of the slides we will be reviewing today can be found on the Investor Relations section of our website, www.huntington.com. As a reminder, this call is being recorded, and a replay will be available starting about one hour from the close of the call. Our presenters today are Steve Steinour, Chairman, President, and CEO; and Zach Wasserman, Chief Financial Officer. Rich Pohle, Chief Credit Officer, and Brendan Lawlor, Deputy Chief Credit Officer, will join us for the Q&A. Earnings documents, which include our forward-looking statements disclaimer and non-GAAP information, are available on the Investor Relations section of our website. With that, let me now turn it over to Steve.

Thanks, Tim. Good morning, everyone, and welcome. Thank you for joining the call today. We're pleased to announce our third quarter results, which Zach will detail later. Our approach to both our colleagues and customers continues to be grounded in our purpose. Our colleagues, again, demonstrated that we make people's lives better, help businesses thrive, and strengthen the communities we serve. Now on to Slide 4. There are five key messages we want to leave you with today. First, Huntington is extraordinarily well positioned to manage through the evolving landscape for banks. The near-term environment includes higher for longer interest rates and an uncertain economic outlook, expected new capital regulations, as well as heightened regulatory requirements. Huntington operates in this dynamic period from a position of substantial strength. Our balance sheet and risk profile were intentionally built over more than a decade, explicitly for these times. Our market position, digital leadership, and momentum in core growth strategies put us at the top of the peer set. We intend to lean into this position of strength to drive incremental growth through existing and new capabilities. Second, we've managed top quartile CET1 inclusive of AOCI. We will continue to drive additional capital expansion for the remainder of this year and over the course of 2024. Third, we benefit from a cultivated granular deposit franchise and have delivered consistent core deposit growth. Our balanced deposit base forms the foundation of our robust liquidity framework and has been a driving factor in our well-managed beta over the rate cycle today. Fourth, credit quality remains strong across our portfolios, driven by our disciplined customer selection, underwriting, and rigorous portfolio management. This approach is unwavering, starting with our tone at the top as we maintain our aggregate moderate to low risk appetite. Finally, we remain intently focused on our core strategy. We are executing with discipline while expanding with existing and new capabilities to support our long-term growth. Very importantly, we are steadfast in our commitment to drive operating efficiency over time with continued execution of proactive expense management programs. We expect a level of uncertainty in the near term and some level of higher expenses to manage through the realities of the current operating environment. However, these investments will also be accompanied by sustained revenue growth, and the net result will be a Huntington that continues to be a strong regional bank with significant growth opportunities ahead. I will move us on to Slide 5 to further illustrate our position of strength. Our adjusted CET1 ratio is strong and near the top of the peer group. We intend to drive this ratio higher throughout this year and into 2024. This plan extends our position of strength, supports continued execution of core growth strategies, and puts us well ahead of the proposed Basel III endgame and other requirements. Deposit growth has also outperformed our peers by nearly ten percentage points since the end of 2021. We've built one of the most granular deposit bases with a leading insured deposit percentage, and we continue to drive the expansion of primary bank customer relationships. Our liquidity is best-in-class for the coverage of uninsured deposits, representing nearly twice the level of peers, and we already meet the liquidity coverage ratio on an unmodified basis. Credit metrics are also a differentiator for Huntington. With top quartile charge-offs compared to peers, our credit reserves are top tier. Our management team has a long track record of disciplined execution. For example, we were recently named the number one SBA lender nationally for the sixth consecutive year and we continue to expand the reach of this business and our support of access to capital for small businesses. Interest rates continue on a path towards a higher for longer scenario which we've been anticipating for some time. As rates remain higher, the potential for economic activity to be negatively impacted has increased. However, thus far in the cycle, our customers are effectively managing through it. We remain highly vigilant in proactively managing all loan portfolios. Our top-tier credit reserves and expanding capital support our approach to be front-footed to take advantage of opportunities to win new customers and grow our businesses. Zach, over to you to provide more detail on our financial performance.

Thanks Steve, and good morning, everyone. Slide 6 provides highlights of our third quarter results. We reported GAAP earnings per common share of $0.35 and adjusted EPS of $0.36. The quarter included $15 million of notable items, which impacted EPS by $0.01 per common share. Return on Tangible Common Equity, or ROTCE, came in at 19.5% for the quarter. Adjusted for notable items, ROTCE was 20%. Further adjusting for AOCI, underlying ROTCE was 15.3%. Average deposits grew during the quarter, increasing by $2.6 billion or 1.8%. Loan balances decreased by $561 million or one-half of 1% from Q2, driven both by seasonality and our continued optimization. Net interest income on a dollar basis expanded quarter-over-quarter, driven by a rising net interest margin. We continue to proactively manage expenses and have begun a new set of incremental actions in the third quarter, including branch consolidation, staffing efficiencies, and corporate real estate consolidations. These actions, coupled with our ongoing long-term efficiency programs, as well as the measures we implemented in Q1 of this year, will help us drive rigorous baseline expense efficiency while sustaining capacity for investments in the franchise. Credit quality remains strong, with net charge-offs of 24 basis points and an allowance for credit losses of 1.96%. Return on capital was robust, driving capital accretion with reported CET1 now above 10%. Turning to Slide 7. As I noted, average loan balances decreased one-half of 1% from Q2, driven primarily by lower commercial loan balances, which decreased by $1.2 billion, or 1.7% from the prior quarter. On a year-over-year basis, average loans increased by 3.3%, reflective of our intentional optimization efforts. Primary components of the commercial loan change included CRE balances, which declined by $387 million, driven by paydowns. Distribution finance decreased by $434 million due to normal seasonality with lower dealer inventory levels in the third quarter before the expected inventory build in the fourth quarter. Asset finance decreased by $271 million. Auto floorplan increased by $122 million, while all other commercial categories net decreased as we continued to drive optimization towards the highest returns. In consumer, growth was led by residential mortgage and RV marine, while auto loan balances declined for the quarter. Turning to Slide 8. We continued to deliver consistent deposit growth in the quarter. Average deposits increased by $2.6 billion or 1.8% from the prior quarter. Turning to Slide 9, we saw sustained growth in deposit balances in the third quarter, including sequential increases during July, August, and September, continuing the trend we have seen previously. Importantly, core deposits represented the entirety of the deposit growth for the quarter, with broker deposits declining quarter-over-quarter. Turning to Slide 10. The non-interest bearing mix shift continues to track closely to our forecast with the deceleration of sequential changes that we would expect at this point in the rate cycle. The non-interest bearing percentage decreased by 120 basis points from the second quarter, and we continue to expect this mix shift to moderate and stabilize during 2024. On to Slide 11. For the quarter, net interest income increased by $22 million, or 1.6% to $1.379 billion, driven by expanded net interest margin. We continued to benefit from our asset sensitivity and the expansion of margins that has occurred throughout this cycle, with net interest income growing at 9% CAGR over the past two years. Reconciling the change in NIM from Q2, we saw an increase of 9 basis points on a GAAP basis and an increase of 10 basis points on a core basis, excluding accretion. The drivers of the higher NIM quarter-over-quarter were higher spread, net of free funds, lower Fed cash balances versus the prior quarter, and higher FHLB stock dividends in the quarter. Interest rates rose during the quarter, particularly at the longer end, and as we expected, that drove a net benefit to NIM. In addition, our optimization efforts across both loan growth and funding mix continue to perform very well. These factors resulted in the margin coming in better than we had expected when we shared our outlook in July. We continue to analyze multiple potential interest rate scenarios. The basis of our planning and guidance continues to be a central set of those scenarios that is bounded on the low end by the forward yield curve and at the high end by a scenario that projects rates stay higher for longer. The higher for longer scenario today assumes one additional rate increase in 2023, flat Fed funds through October of 2024, and ends 2024 approximately 75 basis points higher than the forward curve. With the move in rates higher, we now anticipate net interest margin for the fourth quarter to be around 305 basis points to 310 basis points. This is 5 basis points to 10 basis points higher than the level we shared previously. Looking further out, our modeling continues to indicate 2024 NIM trending flat to higher from the Q4 2023 endpoint. Turning to Slide 12. Our cumulative deposit beta through Q3 was 37%, up 5 percentage points from the prior quarter, tracking closely to our expectations. Sequential increases in beta are slowing quarter-over-quarter as we have forecasted as the interest rate cycle nears or hits its peak. As we have noted in the past, where beta ultimately tops out will be a function of the endgame for the rate cycle, in terms of the level and timing of the peak, and the duration of any extended pause before a decrease. Given the outlook for possibly a higher peak and very likely a more extended pause than was the case three months ago, our current outlook for deposit beta is to trend a few percentage points higher than our prior guidance of 40%. We will have to see how the rate environment plays out through 2024 to know with certainty. What is critical in our view is to ensure we continue to manage both deposit and loan pricing exceptionally rigorously; drive asset yields higher; deliver solid incremental returns; and deliver a better overall NIM from the higher for longer rate environment as a result. Turning to Slide 13 and expanding on my point on loan yields. The construct of our balance sheet is approximately half fully variable rate, 10% indirect auto, which is a shorter, approximately two-year duration fixed product, 10% in arms with a five-year duration, and the remainder of approximately 30% is longer-durated fixed. This mix contributes to the asset sensitivity of our overall balance sheet and has helped us benefit significantly from the current rate cycle. We are seeing solid increases in fixed asset portfolio yields. Given the higher for longer rate environment, we expect to continue to benefit from this fixed asset repricing going forward, supporting the higher NIM outlook. Turning to Slide 14, our level of cash and securities was down slightly from the prior quarter as we lowered some of the elevated cash we had been holding in Q2. During Q3, we did not reinvest securities cash flows, and the securities balance moved modestly lower as proceeds were held in cash given the attractive short-term rates. We're managing the duration of the portfolio lower, continuing our management approach since 2021. Turning to Slide 15, our contingent and available liquidity continues to be robust at $91 billion and has grown quarter-over-quarter. At quarter end, this pool of available liquidity represented 204% of total uninsured deposits, appearing to lead coverage. Turning to Slide 16, we continued to be dynamic in adding to our hedging program during the quarter. Our objectives remain twofold: to protect capital in up-rate scenarios and to protect NIM in down-rate scenarios. The most substantive increase was in addition to our forward-starting pay-fix swaption strategy, which increased by $5.9 billion during the quarter to $15.5 billion total. This program is intended to protect capital from tail risk in substantive up-rate scenarios and once again benefited us as rates moved higher in the quarter. We also added $2 billion in collars to support our NIM against longer-term down-rate scenarios. Moving on to Slide 17. GAAP non-interest income increased by $14 million, or 2.8%, to $509 million for the third quarter. Excluding the mark to market on the pay-fix swaptions, fees were relatively stable quarter-over-quarter. On an underlying basis compared to the second quarter, we saw increases in deposit service charges, including higher payment-related treasury management fees. This growth was largely offset by lower capital markets fees. Moving on to Slide 18, we're seeing encouraging and sustained underlying trends across our three areas of strategic focus for fee revenue growth. Capital markets, which has grown by a 19% CAGR over the past six years, benefits from a broad set of capabilities bolstered by Capstone. While 2023 has certainly been a challenging environment for capital markets activities, in both advisory and several credit-driven products, forward pipelines within advisory are solid, and we continue to foresee this as a primary contributor to fee revenue growth over the moderate term. Our payments businesses represent one of the biggest opportunities for both relationship deepening and revenue growth across both treasury management and card categories. In wealth management, we see a great opportunity to increase the penetration of the offering across our customers, leveraging our number one ranking for trust as we grow advisory relationships and drive higher managed assets with recurring revenue streams. Moving on to Slide 19, on expenses. GAAP non-interest expense increased by $40 million and underlying core expenses increased by $25 million. As I mentioned, we incurred $15 million of notable item expenses related to the staffing efficiency program and corporate real estate consolidations. Excluding these items, core expense growth compared to the prior quarter was driven by higher personnel, occupancy, professional services, and a set of smaller items within all other expenses. We have taken proactive actions throughout the year to support the low level of core underlying expense growth we have delivered. In the first half of the year, we executed on the voluntary retirement program, organizational realignment, moving from four revenue segments to two, and 31 branch consolidations. Now in the third quarter, we're taking another set of incremental actions. We are accelerating the implementation of our business process offshoring program and we're creating efficiencies throughout the organization with the goal of prioritizing resources toward the largest growth opportunities in the near term. We're also driving incremental savings in our corporate real estate footprint, as well as implementing another set of branch consolidations with 34 planned closures early next year. These actions demonstrate our commitment to disciplined expense management and will support the continued investment into critical areas of the company to drive long-term value. As we manage expenses, we're balancing both short-term investment and revenue growth with the longer-term opportunities we know are in front of us. Slide 20 recaps our capital position. Reported common equity Tier 1 increased to 10.1% and has increased sequentially for four quarters. OCI impacts to common equity Tier 1 resulted in an adjusted CET1 ratio of 8%. Our capital management strategy will result in expanding capital while maintaining our top priority to fund high-return loan growth. We're actively managing adjusted CET1, inclusive of AOCI, and expect to drive that ratio higher over the course of 2024. On Slide 21, credit quality continues to perform very well, with normalization of metrics consistent with our expectations. As mentioned, net charge-offs were 24 basis points for the quarter, and while higher than last quarter by 8 basis points, are tracking to our guidance for full-year net charge-offs between 20 basis points and 30 basis points. This level continues to be at the low end of our target through the cycle range for net charge-offs of 25 basis points to 45 basis points. As previously guided, given ongoing normalization, non-performing assets increased from the previous quarter and the criticized asset ratio increased, with risk rating changes within commercial real estate being the largest component. The allowance for credit losses is higher by 3 basis points to 1.96% of total loans, and our ACL coverage ratio is amongst the highest in our peer group. Let's turn to our outlook for the fourth quarter on Slide 22. We forecast loan growth of approximately 1% in the fourth quarter, which would put full-year loan growth at approximately 5%, matching the lower end of our prior range. Deposits are likewise expected to grow in the fourth quarter by approximately 1%. Core net interest income for the fourth quarter is expected to decline between 4% and 5% from Q3 before expanding throughout 2024 from that level. Non-interest income on a core underlying basis is expected to be relatively stable. Expenses are expected to increase between 4% and 5% into the fourth quarter, primarily driven by revenue-related expenses associated with the expected growth in capital markets, a seasonal increase in medical claims, and sustained investment in new and enhanced capabilities. We expect net charge-offs for the full year to be near the midpoint of the 20 basis points to 30 basis points guidance range. Finally, let me close on slide 23 with a few thoughts on our management priorities for 2024. We're still finalizing our budget for next year, and as always, we look to share more specific guidance during our January earnings call. First and foremost, we're committed to driving continued capital expansion while we continue to optimize lending growth to drive the highest returns. As Steve mentioned, we're playing from a position of strength, and we expect to maintain that position as we get ahead of proposed capital regulations and phase-in periods. Related to deposits, we are continuing to acquire and deepen primary bank customer relationships. This should result in continued growth of deposits into next year while supporting our disciplined management of deposit beta. Given the expected higher for longer rate scenario, we will continue to position the balance sheet to remain modestly asset sensitive, which will support the margin, and we expect will deliver growth and interest income dollars on a full-year basis. Non-interest income remains a critical focus for us, with sustained execution on three primary strategic areas for fee revenue growth: capital markets, payments, and wealth management. Over the medium term, we expect that non-interest income has the potential to grow at a rate more quickly than both loans and spread revenues, given the opportunities for these fee businesses. As I mentioned on expenses, we have taken considerable actions to hold baseline expense growth to a low level. This focused on sustained efficiencies, including operation acceleration, business process offshoring, and the other actions will yield multi-year benefits. These actions are necessary to allow for the continued investment into new and enhanced capabilities which will set up growth over the course of the next few years. We expect the net result of these actions for 2024 will be an underlying growth rate of core expenses somewhat higher than the level we saw in 2023. Our current working estimate is underlying expense growth of approximately 4% compared to the approximately 2.5% level we were running in 2023. We believe this level of expense management is the right balance to position the company to operate within the current environment and sustain our momentum into 2025. We will also maintain our rigorous approach to credit management, consistent with our aggregate moderate to low risk appetite. Finally, to close, we believe we are exceptionally well positioned to proactively stay ahead of the evolving environment. We will be dynamic and address these numerous topics head-on. And over time, we believe this will result in opportunities to benefit substantially in the coming years. With that, we will conclude our prepared remarks and move to Q&A. Tim, over to you.

Thanks, Zach. Operator, we will now take questions. We ask that as a courtesy to your peers, each person ask only one question and one related follow-up. And then if that person has additional questions, he or she can add themselves back into the queue. Thank you.

Thank you. We will now begin the question-and-answer session. Our first question is from Manan Gosalia with Morgan Stanley. Please go ahead with your question.

Hi, good morning.

Good morning, Manan.

Can you talk about the puts and takes in that 4% expense growth number for next year? What sort of revenue environment is that baked in? What are the areas that are pushing up expenses? And maybe also, why do you have flexibility to manage more if the revenue environment is weaker?

Yep, great question. Let me preface it and set a framework for the answer, which is driving efficiency in our core expenses is a key priority for us. We're one of the most efficient banks in the regional banking space, and that's been a product of years of efforts. What we're trying to do right now is strike a balance of the short term and the medium term. In the short term, managing expenses to level up with growth given the overall revenue environment. But also in the medium term, we see significant growth opportunities over time for Huntington. We want to ensure that we can maintain momentum in our key strategies and capture a higher revenue outlook. If you take a step back, it was just over a year ago that we were fully delivering over $0.5 billion of annual expense savings from the TCF merger. Over the last year since then, we've felt underlying core expenses to 2.4%. We did that with the programs I've just talked about. The long-term efficiency programs, proactive actions we took in the first quarter, and now a new set of actions that we're implementing in the third quarter, including more branch optimization, accelerating the business process offshoring, driving efficiencies across the bank, and finding efficiencies in our corporate real estate portfolio. And as we look at 2024, to your question, we see opportunities for incremental revenue upside, particularly in the very strong performance we've seen in our NIM management program, which is higher than our prior outlook, and good momentum in the fee businesses. We want to quickly address lessons learned from last year's environment, manage new regulations, and enhance our risk management so we can operate from a position of strength going forward. The kind of things driving that roughly 1.5% higher run rate are investments in teams like Treasury, risk management, technology, focusing on enhancing data, underlying process capabilities, and automation. The goal is to get ahead of those requirements quickly. We expect a higher run rate of expenses for about a year before coming back down as we exit 2024, and we'll see underlying core expense management come through. It all goes back to the goal of maintaining our vibrancy and ensuring that Huntington continues to be in a position of strength to move forward.

This is Steve. Just to sort of come in over the top of that, we think this is the time to be dynamic, to play offense, to be front-footed in terms of a number of our businesses. And we intend to do that. That will require investment. We'll have more colleagues, more talent, if you will. We’ll have some new capabilities, all of which are in the plan and the numbers Zach shared with you.

Got it. And then just putting it together because you mentioned you’re modeling NII trends higher as you go through 2024. There's more upside to fees. How does that play into operating leverage for next year? Do you still think you can drive positive operating leverage?

It's a little difficult to give you precise guidance on that, but driving toward operating leverage over time is a key element of our goals. You'll remember that is our three major financial targets we've set for ourselves. We do see solid opportunity for revenue growth next year on both spread and fees. But I would stress again, coming back, what's critical for us is managing for the median term at this point. We want to maintain those critical investments, even as we're driving efficiencies in the underlying expense growth rate. Talked about operating numbers over time will absolutely be part of the plan. We'll have to see the precise outlook for 2024 going forward to quantify that in more specific ways.

Appreciate the detailed answers. Thank you.

Our next question is from the line of John Pancari with Evercore ISI. Please proceed with your question.

Good morning.

Good morning, John.

Just on the net interest income front, I know you indicated that you expect a trough in the fourth quarter and then expanding through 2024. Maybe can you help us frame the magnitude of growth that you think is achievable under the current curve assumption as you look at the NII upside? And then I guess the same question would be for your commentary around the margin in terms of expansion through the year? Maybe if you can help us size that up in terms of what's a fair assumption based on what you're looking at.

Yep, that's a great question. This is Zach. I'll take that one. I think just to take a step back, we saw in the third quarter really highlighted the effectiveness of our overall asset sensitivity management program. We saw NIM expand and the benefits of asset-required pricing really coming through into a stronger NIM. What we saw in the third quarter was about a 10 basis points increase in NIM from the second quarter. Around half of that, I will note, are items that were temporary in nature, reducing Fed cash in Q3 from Q2, drove around 3 basis points. We've got some elevated levels of dividend from the FHLB stock from Q2 FHLB borrowing. Those items won't recur. However, we did see a positive 4 basis point move in underlying spread in the third quarter, as I noted. As we think about Q4, our expectation is to have a NIM of between 305 basis points and 310 basis points, which is around 5 basis points or 10 basis points better than we would have thought this time last quarter. It is driven by benefits we're seeing coming through from the higher for longer rate scenario, which as we've noted, we would expect to be accretive to overall NIM, and that is bearing fruit. Based on the trends we're seeing in earning assets, I expect the dollars of NII in Q4 will be down around 4% to 5% from Q3 and informing a trough for both NIM ratio and the NIM and net interest income dollars in the fourth quarter then trending higher from there. The NIM outlook for 2024, I expect to be flat to rising, as I noted. The major drivers we’re seeing are continued really solid progress on the fixed asset repricing. Major asset categories on the fixed side this quarter are seeing, again, sequential increases since Q3. We expect continued strength, particularly in the higher for longer scenario. Even as we see data continuing to trend, it will be accretive to the overall spread throughout the course of next year. We will also benefit, as we've noted before, during 2024 from a gradual reduction in the negative carry from the received fixed swap hedge portfolio, we estimate roughly 5 basis points throughout the course of next year on that benefit, mainly in the second half of the year. A couple that flat to rising NIM with growth in loans, growth in earning assets that, as I noted, will drive overall NII dollars higher. We'll get more precise with guidance as we get into January. But those are the major drivers we’re seeing at this point.

Thank you for that, Zach. On a separate note regarding credit, criticized loans increased by 17% compared to the linked quarter. It seems, as you mentioned, that much of this increase was due to commercial real estate. You also added to your reserve, and commercial real estate nonperformers have risen significantly. Was there a specific effort to review the portfolio as you assessed your exposures, leading to this uneven movement? Or is this a sign of the expected deterioration starting to occur in this sector?

Hi, John, it's Rich. Let me start with that, and then I can turn it over to Brendan to give you a little bit more color on what happened in the third quarter. If you think back to Q2, our NPA level was at 46 basis points, which was the lowest level we've had since the GFC, and we've had eight consecutive quarters of declines, totaling over $450 million since then. The Q3 level that we're at today, 52 basis points is right around where we were this time last year. So to me, it's not at a level that's concerning. To your point around being proactive, we have been very proactive. A lot of the adds to nonaccrual that we had in the quarter were discretionary. Two-thirds of our commercial NPLs are current on their principal and interest. The criticized class is a similar story. We had reductions in five of the six previous quarters. As you talk about credit normalizing, you would expect to see an increase in the criticized class. I wouldn't categorize the movements as huge jumps; I think it's just a normal position at very low levels for us. But Brendan, why don't you give a little bit more insight into the Q3 specifics?

Sure. Thanks, Rich. To give us a little bit more color, approximately 60% of the increase was focused in commercial real estate and our asset-based lending group. There are two places you'd expect to see higher levels. On the FDA side, it was split more equally between commercial real estate and C&I. For both NPA and criticized class, as you noted, the real estate exposure was focused mostly in office. On the C&I side, beyond the ABL concentration I mentioned, there really weren't material concentrations. So I think what you're seeing in the numbers, as Rich said, it's just a bounce off a very low bottom.

Okay. Thank you. Appreciate the detail.

Our next question comes from the line of Ebrahim Poonawala with Bank of America.

Hi. Good morning.

Good morning, Ebrahim.

Just maybe a question for you, Steve. I mean, you’ve talked about being cautious; there are banks that are talking about coming back to loan growth next year. But I'm just wondering if there's going to be a ton of loan demand to speak of for banks to lend into. Just give us a sense of what you're seeing across your footprint? Where that loan demand is coming from? Or are you seeing customers get increasingly cautious?

Ebrahim, great question. Thank you. I believe there's a growing cautiousness in what's going on in Israel and the Middle East and the situation in Washington. We've got a UAW strike that does not have an apparent resolution. Businesses are reacting to that. Ninety-nine percent of our customer base consists of privately owned companies. Rates are up, and they are using their liquidity, but the uncertain economic outlook and where rates are going all offer headwinds to the next round of growth. Having said that, our businesses are doing well. We'll have good growth. We'll be within the guidance given earlier in the year. We expect to be up about 5% year-over-year and we will continue to see growth next year, I believe, in a couple of areas in particular. Our distribution finance is a powerful engine. It seasonally reduced this quarter but will be up in the fourth quarter, and we expect to continue to grow that by winning new business. We are a significant equipment finance lender. More onshoring and more automation will lead to continued demand, albeit probably not at the levels we saw in 2022 and before. That will play well, and we're a top 10 asset-based lender. So all those asset-related finance activities should do well in this environment. We are also a huge small business bank, and the small businesses will need more support, and we'll be there for them. Those will be sources of growth, but there's an overall more cautious outlook in our customer base that will moderate overall loan demand next year.

Got it. That's helpful. And I guess a follow-up. Zach, you mentioned solid increases in fixed asset portfolio yield as they repriced. Just talk to us in terms of when these are coming up for repricing? Is it just playing out contractually? If there's some negotiation in terms of the spreads that are narrowing at the time of repricing of these fixed-rate loans? And is that kind of impacting credit trends; are some of these borrowers looking a bit worse in terms of their ability to service the debt post repricing?

Yes. Great questions. Let me address those. In terms of the trajectory on asset yield, taking a step back, we’re up over 200 basis points through the cycle to date. It's really been a couple of things, most notably an intentional outcome that we've had in terms of how we're incrementally driving new loan production for higher returns, which often correlates with higher NIM. We're seeing that come through in areas where we're actively modulating and optimizing; indirect auto is a great example that fuels up tremendously during the course of the cycle. It's also a natural outcome of the structure of the balance sheet. We are around 50% fully variable. What you’re seeing come through is higher rates affecting that portfolio. Another roughly 10% is in shorter-durated fixed indirect auto, which is seeing sizable increases in portfolio yield. Given the higher for longer rate environment, we expect to continue to benefit from this fixed asset repricing going forward, supporting the higher NIM outlook. We're not seeing any substantial portfolio-wide credit-driven yield repricing, and really, it's much more fundamental as I noted.

Ebrahim, just to add, we've got a very diversified portfolio. We've been very disciplined with our aggregate moderate to low risk appetite over the years. You've seen us report quarterly since 2010 on the consumer book, which is super prime and prime auto and residential. So we're sitting in a position we feel is strong. We have confidence in the portfolio and our ability to manage through even in a tougher cycle. As we've said to our customer base, we've got a relationship orientation. We're here to support them, and we are in a position to do that with our reserves, our capital, and our robust liquidity. That leads us to this stance of playing offense and moving share during these next few years.

Got it. Thank you.

Our next question is from the line of Scott Siefers with Piper Sandler. Please proceed with your question.

Good morning, everyone. Thanks for taking the question. I just wanted to clarify if I heard correctly just on the NII. Are we expecting it to grow in full year 2023 — pardon me, full year 2024 over 2023 or just positively off the fourth-quarter base?

Well, Scott, a great question. Just to clarify both trajectory of growth and on a net basis, we're expecting full-year growth, which is going to be a function of flat to rising NIMs and comparable overall full-year NIM year-on-year as well as growth in earning assets and loans.

Thank you for that. I wanted to revisit the cost equation a bit. Regarding the initiatives that you started in the third quarter, could you share your thoughts on their significance? Ultimately, the question is about our expected 4% expense growth despite these initiatives. What would the cost growth have been without them? I’m looking for more insights on where we're investing and what this could ultimately drive.

Yes, terrific question. If I think about the equation that we were managing in 2023, we’ve been seeing around a 2% to 2.5% underlying expense growth. That's with the benefit of significant efficiencies. I estimate an overall 1% benefit in expenses for these cumulative initiatives we are running over the last six and 18 months and self-funding underlying investments. We have been focused on efficiencies while maintaining lower expense growth. As we move into 2024, we anticipate similar underlying expense management efforts but also bearing modest incremental impacts from the current inflationary environment. The net underlying run rate I would expect into next year is around 2.5%. On top of that, we're accelerating these investments in areas necessary for regulatory responses and risk management capabilities that represent that additional 1.5% expense growth as we go into next year. That's the 4% trajectory. Our investments will focus on core strategy investments, delivering TCF revenue synergies, growing our commercial bank through specialized expertise, digital and product development in Consumer Banking and Business Banking, fee revenue strategies, and ensuring compliance with various regulations.

Scott, this is Steve. Just to add on, you’ll also see several new initiatives that are also included in that number of 4% and we'll be announcing them in Q4 and Q1.

Okay. Perfect. And I guess just one final ticky-tack question. The fourth-quarter cost increase, will that include any unusual charges the way we saw this quarter?

We saw around $15 million of one-time costs this quarter. Some portion of the one-time costs that we expect as a result of the new initiatives were taking place. I'm expecting roughly $10 million additional one-time expenses in the fourth quarter related to those same initiatives. That's not included in the guidance I gave earlier. So the total one-timers related to those actions, I expect to be approximately $25 million in total, which we've taken $15 million for.

Okay. Perfect. Thank you all very much.

Our next question is from the line of Matt O'Connor with Deutsche Bank. Please proceed with your question.

Good morning. So just circling back on capital, obviously strong, really any ratio you look at including AOCI. I understand the logic of building capital from here given uncertainties and I recognize you're kind of leading the business. Is there a level that you think, once we get there, it's just more than we need under almost any scenario, and you’d look to deploy it more aggressively?

Yes, it's a great question. Driving capital higher from here is a key focus. We've fully transitioned within the company to managing primarily adjusted CET1 inclusive of AOCI. On that basis, we're at 8% in the third quarter; our operating range for CET1 is between 9% to 10%. We want to drive that ratio up into that operating range. I expect we will achieve that over time. By the time we get there, we'll presumably have clarity around final Basel III requirements and any other regulatory implications. It's hard to tell exactly where within that range we will want to go. But I expect that once we reach that range, we can get back to a more normalized capital distribution model, allowing for elevated and longer-term run rate levels of loan growth we’ve seen in the past.

Got it. That was helpful. And then just quickly squeeze in the mark-to-market impact of the swaptions, maybe it's a silly question, but do we just kind of put in some gains when rates go up and then if rates go the other way, is it mark-to-market on the negative side? How should we think about modeling that and the drivers?

Let me expand on that. The strategy for those instruments was to protect capital against significant up-rate scenarios. When we purchased them, they were roughly 200 basis points out of the money. We got about 9 months to 12 months of forward life, and they were designed to protect a third to maybe as much as 45% of the securities value at risk in substantial up-rate scenarios. We saw gains of $51 million cumulatively over Q2 and Q3. If you were to strike them right now, you would see gains in the fourth quarter as well. The answer is yes; if rates rise, you will see a gain. If rates fall, you would see a loss. The key thought process for us is how critical is that insurance policy to continue maintaining rather than just gaming into them. These will expire unused and out of the money, but we will dynamically watch the interest rate outlook while maintaining a focus on protecting capital.

Okay. That makes sense. Thanks for the detail.

Our next question is from the line of Ken Usdin with Jefferies. Please proceed with your question.

Hi. Good morning. Steve, I know you talked about generally a little bit of softening demand out there. But I wanted to ask you on your auto business, I did notice that your originations were up, and obviously, a lot of peers have pulled away from this business. It's a business that you guys have been historically very strong in and now has really good incremental yield. Just wondering if that's at all an opportunity set and how you think through reengaging there as one of those potential growth engines, especially as you've been able to show the deposit stability? Thanks.

Ken, great question. Auto has performed very well for us. We have confidence in its credit, and spreads are very attractive. It's a cyclical product, and in the past, when spreads have widened, we've chosen to do a bit more. We'll be dynamic as we consider this as the interest rate environment clarifies. It's a relatively short asset, with an average duration of roughly two years. We like this asset class a lot and certainly prefer it counter-cyclically. That will be something we'll be looking at closely as we move into 2024 and 2025.

Okay. Great. And then lastly, Zach, just looking at what you moved around a little bit on the swaps portfolios. Can you just kind of walk us through some of your decision trees regarding this quarter's terminations and locking in here and any anticipated future activity you're thinking about in terms of just the book as it stands going forward? Thank you.

Absolutely, this is a dynamic and active discussion with a rigorous data and analysis process. It's centered around two key strategies: protecting capital against up-rate scenarios and projecting NIM against downgrade scenarios. We did add to our pay-fix swaption strategy in Q2 and Q3, anticipating rates had the strong potential of moving higher. This benefited us, as rates did, and we see very significant benefits coming through in the asset sensitivity. We're still lagging into any big bets; we wish to see significant benefits, but our longer-term goal is about protecting revenue streams and moving toward those downward hedging opportunities if the curve provides us with that ability. We've exited some received fixes in Q3, mainly to increase the capacity to re-up for longer-term structures. We entered some collars to provide protection against future down-rate hedging. We suspect there will be more opportunities for that type of hedging as we progress through Q4 and into next year.

Okay. Is there a way of kind of just putting all that together in terms of the net impact of the swaps book on your NII and is that getting better going forward or worse? Can you just provide some context, if you can?

Yes, that's a great question. Just zooming into 2024 for a second, I do expect to see roughly a 15 to 17 basis point drag in Q4, as I noted, I expect that will be roughly 17 basis points of drag in Q4 of 2023 from the overall swaps coming through NIM. While I anticipate that drag will reduce by about 5 basis points, particularly into the second half of the year when the curve starts to fall in the forecast. That’s probably the best way to answer your question. The goal is to call it a NIM really just to support it in this type of range for years we can.

Thank you.

Our next question is from the line of Erika Najarian with UBS. Please proceed with your question.

My questions have been asked and answered. Thank you.

Thank you, Erika.

Thank you, Erika.

Our next question is from the line of Jon Arfstrom with RBC Capital Markets. Please proceed with your question.

Hi. Thanks. Good morning.

Good morning, Jon.

Rich or Brendan, what's the message you want to send us on the outlook for provision and reserves? I mean it feels like you feel fine on credit, but I'm curious if you feel you need to build reserves and how you want us to think about provision?

Yes. Let me just start with kind of where we are in the quarter. We bumped up by 3 basis points our coverage ratio that was really a 1% dollar increase; it went up $26 million, and we put most of that into the commercial real estate reserve due to the uncertainty in that sector. Where we go from here, I mean, we don't give specific guidance around the coverage ratio, particularly around the provision. But it's going to depend on where the economy goes; to the extent that we see further weakening, we'll reevaluate. But I would imagine that any builds from here would be nominal from a dollar standpoint; we might be moving some things around. In general, we feel really good about where the reserve is right now. As we move to the other side of this and the economic outlook starts to improve, you can see us bringing the coverage ratio back down into that 160 range over time. We’ll look at it every quarter, Jon, but we feel good about the 196 right now.

Okay. Late in the call, Steve, but just a bigger picture question for you. You had a good quarter, but when I saw the guide for the fourth quarter for lower NII and higher expenses and then for the expense guide for 2024, you kind of pulled back some of that optimism. What's the message for 2024? Is that a year of investment and you're not going to push revenue growth? Or are we just all being a little bit too pessimistic here and just focusing on the expenses and some of the near-term NII headwinds?

Zach also talked about improving net interest income and NIM in 2024. So I don't think of that as — our outlook is not of a negative nature. We're investing in the businesses; we're going to do a number of things that I think will position us really well for the medium term, like 2025 and 2026 in terms of further growth. We'll have some new capabilities and additional talent in the company. We will be in a position to manage with data and processes even better as we go forward. We're accelerating some of our multi-year plans into 2024, and as Zach said, that growth outlook for expenses in 2025 comes back to a more normal level. This is us being intentional to position the company to play offense; we think we're in that position. We are confident in our credit; we've got good and growing capital on both a gross and adjusted basis. Our liquidity is exceptional, and the deposit growth continues. As you saw since 2010, there are moments to take advantage. That's when we launched initiatives and opened up SBA lending etc. We think this coming year is one of those moments, and we intend to put out those.

Okay, that's good. I had to ask, Steve; I'm getting asked that question, but I just needed to know if you're optimistic or pessimistic for 2024, and it sounds like you're...

We are optimistic about 2024 and beyond, Jon.

All right. Thank you.

Our final question is from the line of Steven Alexopoulos with JPMorgan. Please proceed with your question.

Hi. Good morning, everyone.

Good morning, Steven.

Steve, I heard all the commentary for the past hour on expenses. What I still don't understand is the step-up in expense growth in 2024. Is that tied to you seeing a better revenue environment to absorb a higher level of spend, or is something going on that's going to require you to spend more in 2024 independent of the revenue environment?

We are gearing the company to manage a growth dynamic we expect will be in place in 2024 and beyond. We're also accelerating certain multi-year investments into 2024, so that we can be better positioned with good data management. Our portfolio is larger since TCF. We've experienced significant and rapid movements in recent economic history; we want our company and board to have real-time access to data to help ensure validity in our decisions. We've been managing market risk by hedging about 50% of our AFS portfolio since 2019. But our processes have not been as automated as we would like, given how quickly things can change. We’ve made adjustments to treasury and core policies, which will bolster our moderate risk appetite; these investments will position us well moving forward.

Will this step up the pace of investments? Is that a 2024 story, or does it extend beyond?

We are trying to pull things forward into 2024. As Zach said, as we think about 2025 and beyond, we'll be back to a more normalized approach. This was an intentional choice based on the current environment. We're positioning the bank for growth as we've seen in the past.

If I could ask one last question, I don’t know if you can comment on this, but you were recently asked about crossing $100 billion; you don’t want to cross that organically, right? I know you have $186 billion today. How do you see this with these proposed changes coming? Do you think you're in a good spot at this asset level? Or do you think you need to boost size and scale to manage what is potentially coming?

We own the risk and risk management. We're going to maintain this aggregate moderate to low-risk appetite. We’ve done things well in the past and continue to do so. The size of the business isn’t the only determinant; the business model is very important. Part of the strategy over time is to be deep in certain markets for our consumer and regional banking, which gives us brand awareness and attributes that help grow core. We’ve invested selectively in various commercial businesses, including asset, equipment, distribution finance, and various payment acquisitions. We’re positioned to continue that growth while being deliberate about our talent and capabilities in the near term, which we expect to speak about.

Okay. Thanks for taking my questions.

Thank you.

Great questions.

Thank you. We are grateful for your participation. I want to compliment the team again for the last year. Rich is retiring at the end of the year, and he has been a terrific leader. We've greatly benefited from their experience. Rich, you positioned us well, as you've heard today. We are pleased with the third-quarter results as we dynamically manage through this environment. We are well positioned for times such as these with strong credit quality, improving capital ratios, and robust liquidity, all supported by consistent efforts from around 20,000 colleagues across the bank to deliver results. We are disciplined operators executing the strategy outlined last year's Investor Day, driving shareholder value. We’re optimistic that we can continue this strong performance in the future. Thank you for your support and interest in Huntington, and have a great day.

Ladies and gentlemen, this will conclude today's conference. You may disconnect your lines at this time. Thank you for your participation.